Department of the Treasury Internal Revenue Service
Public Charity Status and Public Support
Complete if the organization is a section 501(c)(3) organization or a section
4947(a)(1) nonexempt charitable trust.
Attach to Form 990 or Form 990-EZ. See separate instructions.
OMB No. 1545-0047
2012
Open to Public Inspection
Name of the organization
Dana-Farber Cancer Institute Inc
Employer identification number
04-2263040
Part I
Reason for Public Charity Status
(All organizations must complete this part.) See instructions.
The organization is not a private foundation because it is: (For lines 1 through 11, check only one box.)
1
2
3
4
5
section 170(b)(1)(A)(iv). (Complete Part II.)
6
7
8
9
receipts from activities related to its exempt functions—subject to certain exceptions, and (2) no more than 331/3% of
its support from gross investment income and unrelated business taxable income (less section 511 tax) from businesses
acquired by the organization after June 30, 1975. See section 509(a)(2). (Complete Part III.)
10
11
e
By checking this box, I certify that the organization is not controlled directly or indirectly by one or more disqualified persons other than foundation managers and other than one or more publicly supported organizations described in section 509(a)(1) or section 509(a)(2).
f
If the organization received a written determination from the IRS that it is a Type I, Type II, or Type III supporting organization, check this box
..................................................
g
Since August 17, 2006, has the organization accepted any gift or contribution from any of the following persons?
(i) A person who directly or indirectly controls, either alone or together with persons described in (ii)
Yes
No
and (iii) below, the governing body of the supported organization?
................
11g(i)
(ii)
A family member of a person described in (i) above?
......................
11g(ii)
(iii)
A 35% controlled entity of a person described in (i) or (ii) above?
................
11g(iii)
h
Provide the following information about the supported organization(s).
(i) Name of supported organization
(ii) EIN
(iii) Type of organization (described on lines 1- 9 above or IRC section (see instructions))
(iv) Is the organization in col. (i) listed in your governing document?
(v) Did you notify the organization in col. (i) of your support?
(vi) Is the organization in col. (i) organized in the U.S.?
(vii) Amount of monetary support
Yes
No
Yes
No
Yes
No
Total
For Paperwork Reduction Act Notice, see the Instructions for Form 990 or 990EZ.
Cat. No. 11285F
Schedule A (Form 990 or 990-EZ) 2012
Schedule A (Form 990 or 990-EZ) 2012
Page 2
Part II
Support Schedule for Organizations Described in Sections 170(b)(1)(A)(iv) and 170(b)(1)(A)(vi) (Complete only if you checked the box on line 5, 7, or 8 of Part I or if the
organization failed to qualify under Part III. If the organization fails to
qualify under the tests listed below, please complete Part III.)
Section A. Public Support
Calendar year (or fiscal year beginning in)
(a) 2008
(b) 2009
(c) 2010
(d) 2011
(e) 2012
(f) Total
1
Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grants.") ....
341,933,668
308,112,408
440,670,897
398,632,881
393,393,949
1,882,743,803
2
Tax revenues levied for the organization's benefit and either paid to or expended on its behalf.......
0
3
The value of services or facilities furnished by a governmental unit to the organization without charge..
0
4
Total. Add lines 1 through 3
341,933,668
308,112,408
440,670,897
398,632,881
393,393,949
1,882,743,803
5
The portion of total contributions by each person (other than a governmental unit or publicly supported organization) included
on line 1 that exceeds 2% of the amount shown on line 11, column (f)..
0
6
Public support. Subtract line 5 from line 4.
1,882,743,803
Section B. Total Support
Calendar year
(or fiscal year beginning in)
(a) 2008
(b) 2009
(c) 2010
(d) 2011
(e) 2012
(f) Total
7
Amounts from line 4..
341,933,668
308,112,408
440,670,897
398,632,881
393,393,949
1,882,743,803
8
Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources...
9,778,144
12,834,800
12,603,828
10,185,220
12,285,983
57,687,975
9
Net income from unrelated business activities, whether or not the business is regularly carried on..
1,147
1,147
10
Other income. Do not include gain or loss from the sale of capital assets (Explain in Part IV.)..
7,980,777
7,853,536
10,965,879
11,866,982
11,529,160
50,196,334
11
Total support (Add lines 7 through 10).
1,990,629,259
12
Gross receipts from related activities, etc. (see instructions)
..................
12
2,719,976,485
13
First five years.
If the Form 990 is for the organization's first, second, third, fourth, or fifth tax year as a 501(c)(3) organization,
check this box and stop here........................................
Section C. Computation of Public Support Percentage
14
Public support percentage for 2012 (line 6, column (f) divided by line 11, column (f))
.........
14
94.580 %
15
Public support percentage for 2011 Schedule A, Part II, line 14
...............
15
94.370 %
16a
33 1/3% support test—2012.
If the organization did not check the box on line 13, and line 14 is 33 1/3% or more, check this box
and stop here. The organization qualifies as a publicly supported organization
.......................
b
33 1/3% support test—2011.
If the organization did not check a box on line 13 or 16a, and line 15 is 33 1/3% or more, check this
box and stop here. The organization qualifies as a publicly supported organization
.....................
17a
10%-facts-and-circumstances test—2012.
If the organization did not check a box on line 13, 16a, or 16b, and line 14
is 10% or more, and if the organization meets the "facts-and-circumstances" test, check this box and stop here. Explain
in Part IV how the organization meets the "facts-and-circumstances" test. The organization qualifies as a publicly supported
organization
.....................................................
b
10%-facts-and-circumstances test—2011.
If the organization did not check a box on line 13, 16a, 16b, or 17a, and line
15 is 10% or more, and if the organization meets the "facts-and-circumstances" test, check this box and stop here.
Explain in Part IV how the organization meets the "facts-and-circumstances" test. The organization qualifies as a publicly supported organization
................................................
18
Private foundation.
If the organization did not check a box on line 13, 16a, 16b, 17a, or 17b, check this box and see
instructions
.....................................................
Schedule A (Form 990 or 990-EZ) 2012
Schedule A (Form 990 or 990-EZ) 2012
Page 3
Part III
Support Schedule for Organizations Described in Section 509(a)(2) (Complete only if you checked the box on line 9 of Part I or if the organization
failed to qualify under Part II. If the organization fails to qualify under
the tests listed below, please complete Part II.)
Section A. Public Support
Calendar year (or fiscal year beginning in)
(a) 2008
(b) 2009
(c) 2010
(d) 2011
(e) 2012
(f) Total
1
Gifts, grants, contributions, and membership fees received. (Do not include any "unusual grants.") .
2
Gross receipts from admissions, merchandise sold or services performed, or facilities furnished in any activity that is related to the organization's tax-exempt purpose......
3
Gross receipts from activities that are not an unrelated trade or business under section 513..
4
Tax revenues levied for the organization's benefit and either paid to or expended on its behalf...
5
The value of services or facilities furnished by a governmental unit to the organization without charge..
6
Total. Add lines 1 through 5.
7a
Amounts included on lines 1, 2, and 3 received from disqualified persons...
b
Amounts included on lines 2 and 3 received from other than disqualified persons that exceed the greater of $5,000 or 1% of the amount on line 13 for the year.
c
Add lines 7a and 7b..
8
Public support (Subtract line 7c from line 6.)
Section B. Total Support
Calendar year (or fiscal year beginning in)
(a) 2008
(b) 2009
(c) 2010
(d) 2011
(e) 2012
(f) Total
9
Amounts from line 6...
10a
Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources..
b
Unrelated business taxable income (less section 511 taxes) from businesses acquired after June 30, 1975.
c
Add lines 10a and 10b.
11
Net income from unrelated business activities not included in line 10b, whether or not the business is regularly carried on.
12
Other income. Do not include gain or loss from the sale of capital assets (Explain in Part IV.)
..
13
Total support. (Add lines 9, 10c, 11, and 12.)..
14
First five years.
If the Form 990 is for the organization's first, second, third, fourth, or fifth tax year as a 501(c)(3) organization,
check this box and stop here.............................................
Section C. Computation of Public Support Percentage
15
Public support percentage for 2012 (line 8, column (f) divided by line 13, column (f))
.........
15
16
Public support percentage from 2011 Schedule A, Part III, line 15
...............
16
Section D. Computation of Investment Income Percentage
17
Investment income percentage for 2012 (line 10c, column (f) divided by line 13, column (f))
......
17
18
Investment income percentage from 2011 Schedule A, Part III, line 17
.............
18
19a
33 1/3% support tests—2012.
If the organization did not check the box on line 14, and line 15 is more than 33 1/3%, and line 17 is not more than 33 1/3%, check this box and stop here. The organization qualifies as a publicly supported organization
........
b
33 1/3% support tests—2011.
If the organization did not check a box on line 14 or line 19a, and line 16 is more than 33 1/3% and line 18 is not more than 33 1/3%, check this box and stop here. The organization qualifies as a publicly supported organization
.....
20
Private foundation.
If the organization did not check a box on line 14, 19a, or 19b, check this box and see instructions
.....
Schedule A (Form 990 or 990-EZ) 2012
Schedule A (Form 990 or 990-EZ) 2012
Page 4
Part IV
Supplemental Information.
Complete this part to provide the explanations required by Part II, line 10; Part II, line 17a or 17b; and Part III, line 12. Also complete this part for any additional information. (See instructions).
Facts And Circumstances Test
Explanation
Other Income Includes Cafeteria Income, Parking Lot Income, Special Event Gross Income, Management Income, and Other Miscellanous Income.
Schedule A (Form 990 or 990-EZ) 2012
Additional Data
Software ID:
Software Version:
-
TIN:
SCHEDULE O (Form 990 or 990-EZ)
Department of the Treasury Internal Revenue Service
Supplemental Information to Form 990 or 990-EZ
Complete to provide information for responses to specific questions on
Form 990 or to provide any additional information.
Attach to Form 990 or 990-EZ.
OMB No. 1545-0047
2012
Open to Public Inspection
Name of the organization
Dana-Farber Cancer Institute Inc
Employer identification number
04-2263040
Identifier
Return Reference
Explanation
Part VI, Question 2
Business & Family Relationships
Family Relationship: David Perini, Eileen Perini, and Daughter Jennifer Perini Family Relationship: Richard Smith, Susan Smith, and Daughter Amy Berylson Business Relationship: Richard Lubin and Christopher Hadley (Bershire Partners) Business Relationship: Charles Dana III and Ed Rover (Dana Foundation) Part VI, Question 4 The Bylaws of DFCI were amended and adopted by the Board of Trustees twice since the last 990 was filed, once in January of 2013 and once in April of 2013. The Bylaws were amended for the following reasons: - To increase the number of maximum Governing (voting) Trustees from 75 to 85 - To institute two three year terms for the committee chairs - To eliminate the requirement for the Secretary of the Board to serve as the Chair of the Governance Committee. - To add the President as an ex officio member of the Investment Committee and Finance Committee and provide that the President counts for purposes of the quorum only if he attends. - To allow the President to nominate up to two executive leaders ex officio trustees if they serve positions similar to other ex officio trustees.
Part VI, Question 11
Process used to review the Form 990 The Form 990 is prepared by the Tax Department and independently reviewed by Ernst & Young, LLP for technical tax issues. After the Tax Department and Ernst & Young, LLP finalizes the returns, The Chief Financial Officer of the Organization meets with the Tax Department to review the entire tax return in detail. If any changes need to be made, the Tax Department will make the changes in accordance with the CFO. After the CFO approves the return, certain sections are taken to Board Committees for a more detailed analysis. For example, the Board Compensation Committee reviews all information related to compensation in Part VII and Schedule J. Once the return has been through the committees who review certain sections, the tax return is presented to the Audit Committee for review and approval. After the audit committee approves the tax return, an electronic message is sent to all Board members with a secured link to the tax return. The Board has the opportunity to review the return and if any issues arise, they can bring them to the appropriate executive management individuals. A final version of the form is made available to the Board before filing with the IRS. The return is only filed after each of the steps in the review process is complete. Part VI, Question 12c Monitoring & Enforcement of Conflict of Interest Policy The Office of General Counsel, the Assistant Secretary of the Board, and the Tax Department drafts a Conflict of Interest Disclosure Questionnaire each year and has all trustees, officers, and key employees fill out a questionnaire in regards to their personal situation and personal and business relationships. The Assistant Secretary compiles the list of Disclosures and gathers financial data from the Accounts Payable and Payroll Department for all organizations, employees, independent contractors, and other miscellaneous transactions which were disclosed by all individuals. Once all of this information is compiled, the Office of General Counsel and the Tax Department goes through each transaction and disclosure to determine what needs to be disclosed on the tax return. The Tax Department and the Office of General Counsel also discusses if there are any other known transactions that have not been disclosed. If there are any questions regarding such situation, the Office of General Counsel and the Assistant Secretary will discuss the questions with the individual trustees involved. In addition the process described above, the governance committee of the board of directors annually reviews any new conflict of interest disclosures and they address any issues that may arise. The governance committee is also responsible to bring any major issues related to the conflict of interest policy to the executive committee and the entire Board if deemed necessary. Per DFCI's conflict of interest policy, in order to avoid a conflict of interest or an appearance of a conflict of interest: 1. A Trustee should not participate in a vote on a transaction in which the Trustee or family member has a financial interest and should disclose any potential conflict before DFCI acts on the transaction. 2. A Trustee, a member of his or her family, or an entity with which one or more of them has a material interest, may not do business with DFCI unless expressly authorized by DFCI after full disclosure. 3. A Trustee should fully disclose his or her association (including employment, consulting, or membership on a governing board by the Trustee or a family member) with an entity that competes with or has interests conflicting with those of DFCI and should refrain from participating in any vote of other the organization if the vote affects DFCI. Once a disclosure has been made, DFCI's Office of General Counsel reviews such conflict and may discuss the matter with the appropriate parties. The Office of General Counsel will then review the matter with the Chairman of the Board. Final decisions are made with the chairman and possibly the Board's Executive Committee. Part VI, Question 15a Process for determining compensation of President Per DFCI's Executive Compensation Philosophy, annually the Compensation Committee of the Board of Trustees reviews the President's (DFCI's Chief Executive Officer) performance and makes a recommendation regarding compensation to the Executive Committee. The Executive Committee acts on the recommendation. To determine the recommendation and to ensure compliance with the Philosophy, the Compensation Committee bi-annually commissions an independent review by a third party organization to compare such compensation with that of other similarly situated individuals in the healthcare field in and outside of the region. The decision of the Executive Committee is reported to the full Board. Annually, following the filing of Form 990s, DFCI compares the information it reports for its President to the compensation of Presidents/CEO's at other area healthcare organizations as well as other institutions that are considered designated comprehensive cancer centers. The Board completed this process as of June 25, 2013. Part VI, Question 15b Process for determining compensation of officers and key employees Per DFCI's Executive Compensation Philosophy, annually the DFCI President reviews the performance of Officers and Key Employees and makes a recommendation as to their compensation to the Compensation Committee of the Board of Trustees. The Compensation Committee establishes compensation for those individuals based on that recommendation. To determine the recommendation and to ensure compliance with the Philosophy, the Compensation Committee bi-annually commissions an independent review by a third party organization to compare such compensation with that of other similarly situated individuals in the healthcare field in and outside of the region. The decision of the Compensation Committee is reported to the Executive Committee of the Board of Trustees and to the full Board. Annually, following the filing of Form 990s DFCI compares the compensation of these individuals with those at other area healthcare organizations as well as other institutions that are considered designated cancer centers. Part VI, Question 19 Availability of Governing Documents, Conflict of Interest Policy, and Financial Statements to the Public Governing Documents - Governing Documents - We currently provide the governing documents upon request. The Governing Documents are also available to the Public on the Secretary of the Commonwealth's website. Conflict of Interest Policy - DFCI's Conflict of Interest Policy can be found within its Code of Conduct, which is available on its website. Financial Statements - The organization uses the services of Digital Assurance Certification LLC (DAC) to report annual audited financial statements and other relevant organizational information as required by certain regulatory and tax laws. DAC is a website (www.dacbond.com) free to the public that publishes tax-exempt bond issuers' financial and legal documents such as the Audited Financial Statements. Fiscal Year 2001 through the latest issue date of the Audited Financial Statements for Dana-Farber Cancer Institute, Inc. can be found on the DAC website. PART XI LINE 5 OTHER CHANGES IN NET ASSETS CHANGE IN INTEREST IN ASSETS HELD BY AFFILIATE $86,769,000 CHANGE IN VALUE OF SWAP AGREEMENT $18,764,301 PENSION ADJUSTMENT $6,217,000 OTHER CHANGES IN NET ASSETS 1,351,669
For Paperwork Reduction Act Notice, see the Instructions for Form 990 or 990-EZ.